"Go on," Starscream urged, his tone quietly reassuring. "You'll be fine."

The green-and-white Decepticon female by his side nodded once, quickly. Then she squared her shoulders and marched into the main chamber of Decepticon Central Headquarters, her friend and confidante tagging a discreet distance behind her. She crossed the polished floor, uncomfortably aware of the stares on her, particularly the one coming from the imposing figure seated in the large chair in the center of the room.

He watched impassively as she approached and stood before him. She suddenly felt too intimidated to speak as he regarded her with a cool stare.

"Well?" he demanded, face creasing in a dark scowl. Spiral opened her mouth, then closed it again, having no idea what she should say or do . . . then, from behind her, Starscream snorted out a burst of uncontained laughter.

"Oh, knock it off, 'Mighty Megatron'!" he scoffed, as the incredulous female turned back to face him. "Any more of that and my circuits'll burst!"

The other was starting to laugh, too. His frown had been replaced by a welcoming smile.

"It is hard to maintain such a pretense," he admitted, his voice wry and self-deprecating. Then he extended a hand in greeting. "Welcome to our undersea headquarters. You must be Spiral."

"Er, yes, sir," she replied awkwardly. "I mean, yes, Commander."

Megatron only laughed again. "None of that," he chided. "Pretentious titles are for Autobots." He folded his arms and looked at her appraisingly, but his gaze was not unfriendly. "So, you're the latest graduate of Soundwave's academy. You come highly recommended."

"Thank you, Comm . . . Megatron," she corrected herself. "Soundwave is a fine instructor."

Starscream put in, "And he had an excellent pupil, too." She flushed at this, as he quickly added, in a joking tone, "But not as 'excellent' as me, of course."

"Of course not," Megatron agreed dryly. "Come," he added to Spiral, "Let's get you ready for your mission. Bombshell?" he called, and the small Insecticon approached readily, carrying a small box.

Without prompting, he opened it up, and several tiny, spider-like mechanical critters immediately scuttled out. "Oops!" Bombshell observed, chagrined. "Forgot to turn them off. . . ." He fumbled with a control device. ". . . let me see here. . . ." Suppressed laughter was making itself heard all around as he finally shut the little creatures off. He began to poke them back into the box as Starscream chortled, "The mad inventor strikes again."

"Well, at least they work," Bombshell demurred. He got them all back in their case, then handed it and the control to the rather puzzled female. "I call these my 'spy-eyes'," he explained proudly. "Just let 'em go and watch them get to work."

Spiral said, "I see," rather dubiously, and put the box inside one of her many hidden panels.

Bombshell went on, "I'll rig the controls into your circuits before you leave for. . . ." His voice trailed off uncomfortably as Starscream finished, his voice uncharacteristically grim, "Autobot City."

It was a good reflection on Soundwave's training that Spiral no longer shuddered at the name. Megatron nodded, his expression turning serious.

"Spiral, I hope you realize that ordinarily we wouldn't send a recent arrival on such a dangerous assignment." His red optics flashed briefly as he turned away, then looked at her again. "I won't polish this up for you . . . the last two we sent to infiltrate that pit never reported back." Megatron's face was intent now: "If you feel you aren't ready, I'll understand. But our situation is becoming desperate. . . ."

"I'm ready, sir," she assured him. If only it were that easy to reassure herself.

The Decepticon commander gazed at her a moment longer, then nodded.

"I admire your courage." He nodded at Starscream. "Once Bombshell finishes your installations, my old friend here will escort you to your shuttle. Good luck," he finished.

"Thank you, sir." She nodded in acknowledgement, then turned to follow Starscream and Bombshell to the lab. However, none of them got far before Megatron called, "And by the way, Starscream. . . ."

He stopped, but didn't turn around, rolling his optics to the heavens. "Yes, Mighty Megatron?"

"If you call me 'Mighty Megatron' one more time, I'll make you personally scrub every surface in the entire base. Twice." However, his tone was much more amused than angry.

Starscream gave a mischievous grin. "Yes, Mighty Megatron."

The only response was an exasperated sigh as Starscream hustled Spiral out the door, whistling an innocent tune as he did.

Bombshell’s installations hadn’t taken long, and now Spiral headed for the shuttle bay, going over her mental checklist again and again as if that would help quell her nervousness. However, she was stopped up short by the sheepishly uttered sound of her name.

"Uhh . . . Miz Spiral?"

She looked around in confusion before realizing the voice was coming from well below her line of sight. There was a small Decepticon standing not far from her, hands clasped behind his back. She knew he was one of Soundwave's cassettes; she'd seen them around him after classes sometimes. Chagrined at not being able to remember his name, she wracked her memory banks: Which one is that? She took a chance: "Rumble, isn't it?"

He nodded vigorously, much to her relief. Seeming acutely embarrassed by something, he looked down and away, coughed, then traced an invisible line on the floor with his foot.

"I, uh, heard you were goin' away on a mission."

"That's right." She smiled fondly, amused by the tiny mechanoid's 'I'm-a-tough-little-punk' accent, when she suspected he was nothing of the kind. "It's my first solo infiltration."

"You, uh, nervous? I mean," he said hastily, "Not that you should be, I mean, I think you'll do great, I just, uh. . . ." His vocal circuits seemed to cut out at that.

Spiral tried to smooth over his awkwardness by pretending she didn't notice. "I guess I am, a bit."

"You'll do great," he insisted, then looked down and away again.

"Why, thank you, Rumble." The little Decepticon seemed almost ready to implode from shyness as she leaned down and patted his head. "I'm glad you have confidence in me. Soundwave's an excellent teacher; if I stick to what he taught me, I can't go wrong." Rumble finally looked her in the optics and grinned broadly, then hurriedly lowered his gaze once more.

All of a sudden, he blurted, "These are for you," and pushed something into her hand, then whirled around and literally sprinted away. Puzzled, she looked down to see what he'd thrust on her. It was a shoddy handful of drab, wilted, dirt-encrusted flowers . . . that had probably taken him forever to collect.

"Oh!" Spiral didn't quite know what to make of this. "Thank you!" she called, suspecting the other was probably halfway to Jupiter by now.

She gave a affectionate sigh and tucked the flowers into a hidden compartment on her arm as a familiar laugh sounded from behind.

"Sheesh, Spiral. I know you like 'em young, but really."

"Oh, Starscream," she chided, as she rose to face him. "He's just being . . . friendly."

He rolled his optics to the heavens. "Suuurrre. And I'm a pouty, attitudinal, Megatron-hating traitor to the Decepticon cause."

She couldn't help but laugh at this mental picture. Then there was a slightly awkward pause as they both tried to think of some appropriate parting words.

"Well," was the best she could come up with. She gave a brave smile, and he gave it right back to her as she shook his hand. "I'll see you soon."

"I'll be counting the micro-seconds." Starscream joked; then he added, with genuine concern, "Take care of yourself."

"I will." She was torn between wanting this moment to last forever and wanting to get it over with as quickly as possible. "Well . . . they're waiting for me. I'd better go."

He nodded. "See you when you get back."

She smiled confidently, then turned away before Starscream could see through her brave facade to the jangle of neurocircuits that lay underneath. Taking a deep breath to steady herself, she headed for the transport that would take her deep into enemy territory.

It was time to begin.

Spiral tried hard not to let her nervousness show as she walked the corridors of Autobot City. Remember what Soundwave taught you, she reminded herself firmly. Shoulders back, head high, walk like you own the galaxy already. Any show of weakness and they'll tear you apart. She self-consciously rubbed the counterfeit Autobot symbol on her upper arm; even though it was designed to fool even the most thorough scan, Spiral still felt like she was wearing a glowing neon sign reading I'M A DECEPTICON SPY! SHOOT ME NOW AND AVOID THE RUSH!!!

Spotting a pink-and-white female Autobot down the corridor, Spiral headed her way with an air of confidence. The other was lounging against the wall, lazily polishing her sawed-off weapon like she had nothing better to do. Finally, she seemed to sense the Decepticon's approach, and grudgingly lifted her head. She looked at her though Spiral was a particularly nasty mess of organic excrement left on a recently-cleaned floor.

"Well?" she demanded.

Spiral gave the sharp, militaristic Autobot salute, pounding her fist against her upper chest, then sharply extending her hand.

"First technician Spiral reporting for duty, Lieutenant Commander Arcee!"

There was no response for a long time; long enough to make Spiral extremely uncomfortable. The Autobot finally answered: "And am I supposed to be impressed?"

"Er . . ." Her voice faltered. "No, I suppose not, er, ma'am."

"That's right." Arcee finally stood up from the wall and prodded her sharply beneath the throat with the barrel of the gun. "So lose the attitude, kid, before somebody beats it out of you."

Spiral stood at motionless attention, not daring to so much as meet the other's slitted blue optics. Arcee went on, "Let's see your authorization."

Obediently, she handed over the datapad, which Arcee studied with extreme boredom. The Autobot muttered, "Yada yada, right, whatever. Fine, I'll show you your station." An ugly grin spread across her face. "Looks like you get to work with those two . . . assuming they haven't killed each other by now." Abruptly, Arcee whirled on her heels and strode off, leaving the flustered Spiral behind; then she called back impatiently, "Do you know how to work your leg units, or do I have to show you that, too?"

"Er, no ma'am!" Spiral hastily broke into a trot to catch up with the other, who made no attempt to shorten her longer stride. After several minutes of what felt like a forced march, Arcee stopped before a door and opened it. The interior revealed a series of computer consoles and screens lining the walls of the large chamber. It also revealed a pair of robots attempting to murder each other.

The larger of the two, a bulky green 'Bot with wide shoulders, had the smaller, young-looking red-and-orange one pinned against a console, with both hands wrapped around his throat. They looked up as they realized they had an audience, and the red one took advantage of the other's distraction to knee him sharply in the midsection. He staggered back with an outraged wheeze, then made as if to lunge at the other again. But he was interrupted by Arcee's, "All right, boys, break it up. Fun's over."

The red robot rubbed his dented throat as he raised himself from the console, trying to regain his composure as he attempted a suave grin.

"Ah, Arcee, sweetie, babe. Always a pleasure."

"Pleasure's all yours, Hot Rod." She strutted into the chamber and slapped the data pad against the green robot's chest as she waltzed past; he snatched it up and read it with a sulky expression. Arcee went on, "We've got some fresh fuel, boys." She cocked her head dismissively back towards Spiral. "The new chick-bot's supposed to work in this sector. Ain't she lucky, Springer?" She added this last as if the name were the foulest vulgarity she could conjure up.

The large male, Springer, twisted his face in a leer as he looked her up and down. Something in his gaze made Spiral's face go hot with fury, but she tried to keep her expression cool and unimpressed.

"Pleased to meet you," he said, in a tone that made it sound like he'd just insulted her appearance, her ancestry, and her moral standards. "Have a seat." He indicated a console against the far wall, where the room bent and disappeared around a corner.

Spiral nodded curtly and headed for the seat, hearing Hot Rod snicker as she did. Springer went on, but he wasn't talking to her.

"Couldn't keep away from me for long, could you?" Arcee ignored him; she was busy tapping away at the large central console. Spiral watched the action, reflected in the still-dark screen before her. Springer walked up behind Arcee and began massaging her shoulders as if he was testing a piece of scrap metal for tensile strength. "Admit it, babe," he added, his voice dropping to a throaty whisper. "Everybody knows you want a piece of this. . . ."

"You aren't looking well, Springer," she interrupted, her tone matter-of-fact.

He halted his actions with a puzzled frown. "Huh?"

The female slowly turned to face him; the mock concern on her face couldn't hide the sinister glee in her eyes.

"In fact, I think you might need to go in for some . . . repairs."

Springer let go and jumped back as if the metal of her shoulders had suddenly gone white-hot.

"You're not serious!" he snapped, his expression worried. Even Hot Rod had gone very tense, and was watching the scene out of the corner of his optics.

Arcee went on blandly, "Gears used to whine a lot, didn't he, before I sent him to them." Her mouth twisted in a thoroughly unpleasant smile. "As I recall, he came back with. . . ."

"All-right-shut-up!" Springer snapped hastily, running his words together as he stumbled backwards. He hastily took his station, muttering, "Geez, can't you take a joke?" Arcee merely turned back to her work, looking prissy. Hot Rod snickered under his breath, as did someone else. . . .

Spiral looked towards the new voice, and nearly fell out of her chair with a cry of shock. There had been another female there all along, crouched along the walls in the shadow of an alcove around the corner. Her plating might have been dark purple at one point, but was so faded and stained it was impossible to be sure. She fixed the horrified Spiral with a mad look in her poisonous green optics, flexing the batlike wings that hung over her shoulders and baring her fanglike teeth in a predatory grin. She repetitively turned some small object over and over in her clasped hands.

Spiral's yell had attracted attention. "What's your problem?" Arcee asked, exasperated.

The covert Decepticon pointed shakily towards the silent figure. "There's. . . ! There's someone. . . !" Frowning, Arcee rose from her station and came over to investigate. Hot Rod leaned forward and craned his neck around the corner to see, then said dismissively, "Ah, it's only MetalliCat."

"Metalli . . . who?" Spiral asked weakly. This wasn't a name she recognized from her briefings. The battered Autobot's gaze, near-hypnotic in its intensity, held hers, refusing to let it go. Arcee peered around the corner, saw who it was, then shrugged, unconcerned.

"MetalliCat. Named after some drippy, sunshine-y Earth band she used to listen to."

The female in question crooned, her voice unexpectedly sweet, ". . . aand nothinng else matterrrs. . . ."

Springer had turned partway around to examine the scene.

"Yeah, but ever since the, you know, 'accident',"--he made a circling gesture next to his head, rolling his eyes--"She only sings nasty, evil-type songs by, what was that band. . . ."

"The Beatles," Arcee answered, noticing that the crouching female was hiding something in her hands. MetalliCat hid it behind her back, squeezing her eyes shut and chanting, "Look out, HELTER SKELTER!!" Her voice shot up, causing Spiral to cringe reflexively as Arcee leaned forward and coaxed between gritted teeth,

"All right, nutcase, show Aunt Arcee what you've got there, come on. . . ."

The other made a petulant noise, then shrieked in fury when Arcee lunged and snatched whatever-it-was away. The pink female examined it in her hand, observing, "Oh, yuck." Then she tossed it across the room to Springer as Hot Rod hooted with laughter and Spiral looked on in incredulous silence. MetalliCat transformed into a winged, puma-like feline and launched herself towards Springer, snarling with rage. He only laughed and chucked the object at Hot Rod, who clapped it out of the air with a yell of triumph. Then, before Spiral could react, he threw it at her, and she instinctively caught it. She looked at what she held in her hand--

--it was an optic--

--a red optic--

--dangling from wires clotted with dried fuel--

Spiral squawked in horror and dismay, throwing it in some random direction as she was abruptly flattened by a purple blur. The enraged creature made a U-turn on Spiral's head, clawed feet trampling her face, then leapt away and snatched up her trophy. The Decepticon could hear low growls and mocking cheers as she struggled to catch her breath and bring the world back into focus.

"Aww, you spoiled it, kid," Springer chided her. Shaking all over, she turned towards the others. They seemed completely unflustered by what had just happened. Too incredulous to be properly outraged, she looked down at MetalliCat, who was pacing in circles and growling, the optic dangling from her jaws. Suddenly, the creature's wings flared out as she opened her jaws in a deafening scream.

All of them whipped their heads towards the opened door, which was filled with a silent, imposing figure, his narrowed blue optics glowing out from a face hidden in deep shadow. A voice, low and filled with quiet menace, spoke once.

"If this is your idea of a day's work...I am not impressed."

The Autobots seemed paralyzed with terror, unable to so much as twitch. Spiral's panic went far beyond that as she recognized the Autobot in the doorway. He stalked in very slowly, his movements calm and sure, but weighted with the certainty of violence and death as he raised his black laser rifle from its place at his side.

It was the Supreme Commander of the Autobot Military Forces, a being whose name was synonymous with terror and destruction.

Optimus Prime.

He stopped in the center of the silent chamber, and looked down at MetalliCat. Her ears were flattened against her skull, back arched in a high curve, tail curled under her legs and quivering like a tuning fork as she hissed violently, over and over again.

"Get out," he said, casually aiming a kick at her sides. She shied away and bolted for her corner, disappearing into a ventilation shaft with a clank and clatter.

"S-Supreme Co-Commander," Hot Rod stammered. "I, we, didn't think you'd be b-back so soon. . . ."

Prime whipped his rifle towards the young Autobot's face.

"Tell me again why I don't kill you, Hot Rod."

"Er. . . ." His face forced itself into a feeble grin. "I'm...a lot of fun at parties?"

Apprently this wasn't the answer he wanted. Prime seized Hot Rod by the neck in one fist, then raised him from the ground as effortlessly as if he were lifting an energon cube. He held him very close to his shielded face as the smaller Autobot kicked and struggled, clawing at the implacable fingers squeezing his life away.

"Oooh," Arcee cooed quietly. Never taking her gaze from the action, she leaned forward to whisper eagerly into Spiral's audio sensor as if they were sisters sharing a secret. "He may actually do it this time." She didn't need to ask what "it" was.

Prime spoke again, his calm, even tone somehow more terrifying than a scream of rage.

"There was a Decepticon break-in four nights ago. In Section 33, which I left under your supervision." He paused. "Why was that?"

"Grrkk. . . !" Hot Rod's optics were bulging as he struggled to speak. "Because . . . Beachcomber's. . . ! . . . Security was. . . !"

"No." The other's voice had grown even more quiet. "It was because you're an idiot. Now," he prompted. "why was it?"

"B-because. . . !" He took a deep, gasping breath. "Because I'm . . . an idiot. . . !"

"Very good." Prime let him drop. Hot Rod landed hard on the floor, and quickly scurried away, cringing and rubbing his once-again-dented neck. Arcee made a faint, disappointed-sounding noise, but immediately jumped to attention as Prime's steely gaze snapped towards her.

He looked at Springer then, who stumbled into an abrupt, graceless bow. Then Prime looked at Spiral.

Her fuel turned to ice inside her. There was a roaring in her audio circuits, her vocal mechanisms sputtered and died, she couldn't have remembered her own name if she had to. . . . Then, mercifully, he released her from his gaze, seeming to dismiss her as inconsequential.

"There will be no more such mistakes. Is that clear?"

"Yessir, yessir," came the jumbled, overlapping responses. Even Spiral joined in, almost against her will. Prime's mere presence seemed to draw out instant compliance, like filings to a magnet. He paused, then added, "And inform Beachcomber. . . . If he can't stop demolishing the landscape long enough to maintain minimal security, I'll have him sent to the repair bay. As a Priority One. Understood?"

"Yes, sir." Only Arcee seemed to have the courage to answer. "I . . . I'll tell him, Commander."

"See to it, Lieutenant." With that, he turned as if to leave, causing the room's occupants to relax visibly; then they tensed again as he turned back and added, his voice a dangerous whisper.

"I am not in a forgiving mood." He turned again and strode silently from the chamber, and the door swished shut behind him.

"Wheewww!" The three Autobots sagged with heavy sighs of relief, and the lone Deception found herself joining them.

Springer observed sarcastically, "That went well."

"Speak for yourself," Arcee retorted, glancing down at the still-prone Hot Rod, whose gaze remained fixed on the closed door. "Poor, poor Roddy. You can't do anything right, can you, dear?" Then she turned her attention to Spiral. "Oh, stop cringing, rookie. You're still alive, aren't you?" She gave Spiral a whack on the shoulder. "Welcome to the team." With that, she returned to her station and got back to work as if absolutely nothing had happened.

Stunned, the Decepticon infiltrator turned and began to work at her console as Springer did the same. Hot Rod slowly rose from the floor, and from the corner of her optic, Spiral got the briefest glimpse of the young Autobot's face. It was contorted in a furious mixture of hatred and shame, pain and envy. She knew she was looking at someone who would have his revenge one day . . . no matter how long it took, no matter what he had to do, he would have revenge, and heaven help anyone who stood in his way.

What, she thought, numb with shock, HAVE I gotten myself into. . . ?

Mercifully, the rest of the day was largely uneventful. She managed to fend off a clumsy pass by Hot Rod and two by Springer without getting into serious trouble, and finished the day's work to Arcee's satisfaction. That is, when the lieutenant had examined Spiral's completed reports, she'd given a dismissive hmph and said, "Your shift's over. Try and find your quarters without getting lost." The Decepticon got the impression that this was the nicest thing anyone here was ever likely to say to her. She also felt certain that the other female would be far less approving if she realized just how many classified datafiles Spiral had downloaded into her own memory banks while working. . . .

Now night had fallen, and she made her way to her assigned quarters at an unhurried pace. She checked her natural urge to smile and say good night to those she passed, as she would have done back at headquarters. Almost certainly, a pleasant greeting here would be met with an insult, a punch to the face, or a blaster bolt to the central processor.

Her miniscule quarters were bare of anything but a recharge bed; no decoration, no other furniture, not even a window (not that there would have been much to look at anyway). The room made the not-so-subtle point that newcomers weren't welcomed with open arms, and that respect, if it came at all, would have to be earned. Spiral couldn't really disagree with that, but . . . still. They didn't have to stick new arrivals in a glorified closet, did they?

Stop griping, she chided herself. You won't be staying long, anyway. No longer than tonight, if she could help it. However, she had to assume the worst . . . it might take several attempts to disperse all the spy-eyes. Of course, she didn't need anyone to tell her that "more attempts" tended to equal "more chances to get caught".

She strolled around the room with an exaggerated sigh. All the while, her enhanced sensor systems were checking for bugging devices. She found one almost immediately; whoever had installed it had barely even bothered to be subtle. Soundwave would not have approved. Deliberately turning her back to it, she put her hands on her hips and shook her head, sighing once more. Then she casually leaned her hand against the wall, and a small, flat object extended itself from her beneath her wrist. It extended several thin, tiny legs from either side of its body, dug them into the wall, and switched itself on.

As the Decepticon pulled her hand away, the device remained behind, almost invisible against the wall. It began to steadily broadcast holographic images directly into the Autobot sensor's circuits. If all worked according to plan, whoever was on the other end would see her walking around the room, getting into bed, and shutting down for the night. Of course, if all didn't work according to plan, she was scrap metal. But there was little point in dwelling on that. Moving cautiously, she activated her personal cloaking system. She could still see herself as it flickered on--true invisibility was currently beyond the capacity of Decepticon science. However, no one else could see her, and only an extremely thorough, high-level scan should be able to detect her. That was the theory, at least.

Spiral pressed the side of her head to the inside of the door, listening for any sounds that would indicate passers-by. Hearing nothing, she stepped out and looked up and down the darkened corridor. All clear. As the door shut behind her; her nervous imagination made the sound abnormally loud. She had a brief, unwanted vision of Autobots in their quarters sitting bolt upright at the sound, looking around and demanding, "What the hell was that?"

Stop it! The Decepticon scolded herself for her paranoia. You're a trained infiltration specialist, not a panicky school-bot! Summoning her courage, Spiral moved cautiously down the hall, her footsteps almost noiseless. Even the cloaking device was silent, but she remembered from her briefings that it was highly energy-consumptive, so she'd best use it for only short durations.

Voices approached from around a corner, and she froze, pressing herself into a narrow alcove. Arcee and Springer soon appeared; apparently they'd gotten stuck working the night shift together. (Probably as punishment for their earlier antics.) They were arguing violently--apparently over whose fault the whole thing was--as they came closer. Well, here comes the acid test, she thought grimly.

The pair walked by as if she were no more than a spot on the wall, not so much as pausing in their heated discussion. Spiral fought back an urge to heave a sigh of relief, as they probably would've noticed that. Grinning in silent triumph, she thought, Remind me to recommend Bombshell for a promotion. Then she proceeded on her way once more.

She crept down the silent half-lit hallways, hearing nothing for a long time but the sounds of her own beating pumps. As she traveled on, she came to what was obviously a more security-conscious area; the cameras and alarms became even more blatant. However, she was able to bypass them all without incident. Whenever she came to a door marked on her internal map, she would stop and release one of Bombshell's spy-eyes. The paper-thin critters would scuttle under the doors and, when their motion sensors told them it was safe, settle themselves in a strategic location and start recording. Spiral was down to her last two when her sensors warned her she was no longer alone.

The sound of soft footsteps met her audio sensors. It sounded like a lone individual this time. The steps were barely audible even to her own keen senses . . . this was someone who knew how not to be heard. A light shone from around the corner at the end of the hall, where another corridor intersected hers in a T-shape. Not wanting to take chances, Spiral backed against the wall and flattened herself as whoever-it-was drew nearer.

The light grew more intense as the soft thumps of the footsteps grew louder. The approaching Autobot finally came into view, following the path of light that beamed from the headlights on his upper chest. Then, when he came to the intersection of her corridor, he came to a sudden halt.

Spiral bit her lip and crouched lower as he jerked his head her way. Then his headlights swept over her as he turned his body in that direction, and she flinched involuntarily as the high beams pierced her optic sensors. He scanned the hallway, sweeping his beams back and forth, as he turned his rectangular head with a strange precision, like some organic bird of prey. He's not patrolling, he's HUNTING, Spiral realized, not daring to so much as twitch, And he knows there's someone here. . . .   She couldn't see his well past the painfully bright light, but his coloration was dark green, and his face seemed strangely marked with dark, jagged slashes. He was eerily silent as he froze with his beams aimed directly at her. . . .  Finally, to the Decepticon's overwhelming gratitude, he turned away and continued his slow, even pace down the hall. She had to squelch an urge to breathe out heavily and slump down the wall in relief as the tension flooded out of her body. She had the feeling she knew who that was, though his name escaped her at the moment, and she had no desire to meet him again. He seemed more a hunting animal than a sentient mechanoid. . . .

Spiral checked her cloaking unit, and realized with shock that it was running dangerously hot. If she didn't shut it down soon, it would burn out. There was a storage cabinet down the hall, and she moved towards it as quickly as she could while still maintaining silence. If the green hunter was still nearby, the last thing she wanted was to attract his attention. Fortunately, it opened quietly, and she quickly scanned the interior as she closed the door behind her. Wouldn't put it past those paranoid 'Bots to booby-trap their own closets. She found nothing unusual, however, and switched off the cloak as she sat wearily down.

Deciding that she might as well do something productive while she waited, she pulled out a compact viewscreen from the panel on her side. It cast a strange light over her delicate features as it flickered on. The Decepticon spy fiddled with a few knobs and switches as the picture swam into view. Several different images made themselves available as she flipped from one spy-eye to another; they all seemed to be functioning perfectly. Most revealed only dark, empty rooms, but as she flipped towards the one she'd been dreading most. . . .

Optimus Prime was still in his office, despite the late hour. He stood off to one side of the single large window, gazing into the impenetrable darkness beyond, laser cannon clenched in his fist. The walls of his large office were lined with shelves, each of which was filled with round or cylindrical objects of similar sizes. The picture was blurry at first, and she adjusted it some more . . . then dropped the viewscreen in shock as she fought to hold back a scream.

The shelves were filled with heads.

Decepticon heads.

No. . . . She thought weakly, her logic circuits unable to accept what her visuals were telling her. No, no, no. . . . Almost every Decepticon who'd been lost since the war came to Earth was displayed here; including, she realized with a sick rush of horror, the ones who'd attempted the last break-in. Even though some part of her had known they must be dead, it was quite different to actually see them this way, displayed like so many trophies. Shaking, she forced down her emotions as she retrieved the screen. Enough, she told herself firmly. You're a professional. Do your job. You owe it to them. . . . She squeezed her optics shut for a moment, then set her face and turned back to the screen. You can fall apart later, when this is over.

Prime was still staring at the featureless landscape, lost in his own dark thoughts. Then he startled slightly as a chime sounded. His optics narrowed, and he aimed his weapon at the door.

"Come in," he ordered sternly. The door opened, and despite her emotional state, the watching Decepticon couldn't help but whistle softly as another Autobot strolled in.

He moved with the feral grace of a jungle carnivore, radiating a masculinity so powerful Spiral could imagine females dropping dead at the sight of him. He stopped as he entered Prime's chamber, and bowed with a predatory elegance that almost made her fuel pumps stop beating. "You wanted to see me, Supreme Commander?"

"Yes, I did, Prowl." Prime's tone was impatient, and he kept his rifle directly aimed at the other's head. "So glad you could drag yourself away from your . . . bimbos . . . long enough to obey my summons."

"'Bimbos'?" the other Autobot repeated in an arch tone, his face amused. The fact that there was a very large gun pointed his way didn't seem to bother him in the slightest. "Human slang, Prime? Isn't that a bit . . . morbid?"

His commander gave no reply to this, but lowered the rifle almost grudgingly. Although there was a chair on the other side of the desk, he didn't invite the other to sit, and Prowl didn't ask. He only said, his tone smoothly courteous, "To what do I owe the honor of this invitation?"

Prime said nothing at first, glaring at the other for several seconds. Then he asked, "Have you talked to Hound about the security breach?"

The other Autobot actually laughed in his face.

"Talked? Nobody talks to Hound." Prime's optics slitted dangerously, and Prowl seemed to realize this wasn't a good time for levity. However, he lost none of his composure as he replied, "I'm sure he's very anxious to prevent any more such occurrences. I'll speak with him; I give you my word."

"For whatever that's worth," the Autobot ruler spat, then looked away again. He seemed to be struggling to say something. The other waited patiently, then realization dawned across his face.

"This is about her, isn't it?"

Spiral tensed in her hiding place, certain for a paranoid moment that they were talking about her. But as Prime's head snapped up, he almost growled, "To whom would you be referring, Subcommander?"

"Hmmm. . . ." He rubbed the back of his head, staring up at the ceiling as if sincerely trying to remember something, then went on: "'Elita-One', perhaps? Am I right?"

Prime visibly tensed at the sound of the name. "Elita," he repeated, his voice low and dangerous. "Ah, yes, my 'beloved'." Then he straightened up and continued, "She's starting to become a . . . problem."

"Yes." Prowl's reply was neutral. "She has many followers on Cybertron. Not enough to be a genuine threat," he assured, "but their numbers are growing, and she counts many of our finest warriors among her loyalists." The corner of his mouth quirked in a wry smile. "Ironhide is dead, did you know that?"

Prime didn't act surprised. "Chromia?"

"Of course." He was smiling now, his expression cool as he folded his arms and leaned nonchalantly against the wall. "Shame. I'd bet Wheeljack ten energon cubes that he would kill her first." His smile became self-reproachful. "Well, you know what they say--never bet against a femme-bot when death is on the line."

"Hnn." Prime stared out the window, looking pensive. "It would be dangerous to kill Elita."

"Agreed." Prowl pushed himself up from the wall. "It would only make her a martyr, give her troops reason to move against us."

"But," Prime mused, "If we were to discredit her, somehow. . . ." He clenched his fist before his face, gazing at his reflection in the polished glass as his optics slitted and his voice dropped to a satisfied whisper. ". . . humiliate her. . . ."

"Then her followers would come crawling back to us like the whipped curs they are." Prowl obviously savored the thought. "Do you have a plan?"

"Naturally." Prime turned to face him, crossing his own arms in an imitation of Prowl's stance. "But don't think I'm stupid enough to share it with you."

Prowl only smirked. "Of course not."

Prime lifted his rifle once again--he never seemed to put it down for long--and ordered dismissively, "Get out of here before I kill you."

The Autobot sketched another marvelous bow. "I live but to serve, mighty Optimus." He backed towards the exit, a calculating grin on his face, and only turned his back at the last possible second. As the door opened before him, he casually called over his shoulder, "Oh, Prime . . . you do know we're being watched?"

Spiral's breath hissed between her teeth.

"What?" Prime demanded, his voice suspicious, as though he believed this to be some kind of ploy by his subordinate.

"There's a recording device over there." The hidden Decepticon gasped aloud at this. "Next to the fourth head on the second shelf." Prowl concluded, his voice as casual as if they'd been discussing the weather, "Just thought I'd mention it." With that, he strolled from the office, as Prime's face grew larger and closer to the scanner, and his optics slitted in fury as his enormous fist reached towards the lens, then reached out in a crushing motion as the screen went black. . . . . . . and, from all around her, alarms began to wail.

Spiral leaped to her feet, stuffed her equipment away, and bolted from the closet. She switched on her cloaking device as she ran; it flickered briefly, causing her a moment of panic, then finally engaged. Several Autobots came pounding by, yelling to each other over the din of the sirens, and she flattened herself against the wall as they raced past. Ironically, the screaming klaxons and flashing lights worked to her advantage, as they made it quite unnecessary for her to tiptoe around any more.

Spiral took off again, her expression grim as she ran for her life. Checking her internal maps, she found she wasn't far from a hangar bay. If she could make it there, she could escape. . . . Someone stepped around a corner, directly into her path. There was no chance to avoid a collision as she slammed into him and staggered back, falling with a thump to the floor. Slightly dazed, she looked up.

It was the green robot she'd seen before. He loomed before her, his strangely-marked face expressionless. Horrified, she looked towards her cloaking device. But it was still functioning normally . . . he shouldn't have been able to see her. . . .

He darted his head back and forth, then tilted his head back and sniffed--

--he didn't see her, he smelled her--

Raising the chaingun he carried at his side, he fired off multiple shots that came incredibly close to the mark, forcing Spiral to scramble away with a shocked exclamation. She mentally berated herself for an idiot, as her voice had given him a clear fix on her location. Grimly, she extended a small laser cannon from her shoulder as she dodged his blasts, firing several rounds into his own weapon. It flew out of his hand and went spinning along the polished floor. However, without pausing for an instant, he whipped a large, serrated knife from an arm panel and flung it at her.

It struck her weapon's base with near-flawless precision, severing it from her shoulder. Then, before Spiral had a chance to react, the Autobot lunged at her and forced her back into the wall with a hard clank. The cloaker sputtered again, then died entirely, revealing her presence for all to see as Arcee and Springer came racing up the hall. Her attacker grabbed both her wrists in one of his hands, and the violent black slashes across his face contorted themselves in a silent sneer. . . .

"Finish her, Hound!" Arcee urged loudly, optics shining with glee as she offhandedly shoved Springer's arm off her shoulders. "Finish her now!"

"No." The voice came neither from Hound nor Springer. Optimus Prime slowly approached them, his calm demeanor seeming to indicate he had all the time in the world. Arcee and Springer snapped to attention and saluted; Hound coolly regarded his commander as Spiral struggled futilely in his grasp.

Prime stopped, and looked directly at her. "A Decepticon spy, I expect." She didn't bother to reply, but made her expression as defiant as she could and yanked hard against Hound's grip, to no avail. Prime went on, "I want information before she dies." He turned his gaze to Hound, and his order, though final, was almost nonchalant. "Take her to the repair bay."

Hound's scarred face cracked in an ugly grin. He aimed a lightning-fast blow at his prisoner, and her head jerked back with a grunt of pain as the universe switched off.

Some time later, the Decepticon female groaned as she painfully regained consciousness. She tried to rise, but her wrists were caught up sharply by a pair of manacles. Spiral realized she was lying on a long, flat metal table, with her arms bound above her head. Her feet were similarly shackled on the other end. The large room was very dark; there were a few narrow islands of light on the periphery of her vision. She realized where she was, and began to quiver in barely suppressed panic. The repair bay . . . I'm in the repair bay. . . . Glancing up at her arms, she saw that her forearm-mounted communicator had been disconnected, but not destroyed. She could re-attach it and send a homing signal, if only she could reach it. But the manacles held tight, and her struggles were useless.

She turned her head to her left and shrieked. There was a set of gleaming, razor-sharp fangs inches from her face. Spiral quickly realized to whom they belonged; it was the outcast female, MetalliCat.

The mad creature laughed, very quietly, then began to sing, "Come to-geth-er, right now-oww, over me. . . !"

"Move," a gravelly voice snapped, and the winged feline yelped as she was elbowed aside by a white figure. Spiral didn't get a chance to make him out clearly, as he roughly seized her face in one hand and shone a painfully bright light in her right optic with the other. She made a protesting noise and tried to break free, but he only forced her head the other way and shone the light in her other optic. Then he shoved her head back and strode away from the table, calling, "Readings normal. No surprise." He threw the light down on a nearby counter and began rummaging through several wicked-looking tools.

"Just once I wish they'd send us something interesting to work with," he griped, bolting down a drink from a nearby bottle. His back was to her, but as the glowing afterimages faded from her stinging optics, she got her first good look at him.

Ratchet! She almost gasped aloud in realization. No, not RATCHET. . . ! The Autobot feline was slinking up to her again, looking like a family pet waiting for scraps to fall from the dinner table. She sang incoherently, "One, and one, and one, is three. . . !"

A small, intense light flickered on to her right, and Spiral turned in that direction. Another Autobot stood there, his face eerily lit in the dancing blue fire of the small cutting torch he held. His expression was clinically detached as he studied the flame. What Spiral felt now made her previous fear seem like the purest form of joy as she recognized him.

He was an Autobot who inspired even more terror than Optimus Prime, a being whose name was only spoken in whispers, if at all.

Perceptor.

Shaking so hard her body almost rattled against the table, Spiral clenched her fists and struggled to still her pounding fuel pumps. The Autobot didn't so much as glance in her direction as he said, his voice far beyond cold, "Remove that creature from my laboratory."

"Remove her yourself!" Ratchet snapped, not even bothering to turn around as he downed another swig of fuel and wiped his mouth with the back of his hand. He continued to root through the nasty-looking implements, picking them up, tossing them down again. "Where the hell's my number sixteen?"

The cutting torch snapped off, then on again, then off. Seeming satisfied, Perceptor set it down, picked up something that looked like a large hypodermic needle, and approached the table. Spiral flinched as he drew nearer, then shouted hysterically, "You can't do this!" He ignored her entirely, picking up her arm as if it were a lifeless length of pipe. She tried to yank it free, but couldn't break his grip.

"I'll never tell you anything! I. . . !" Perceptor's face was completely void of expression as he pumped the hypo slightly, sending a spritz of greenish liquid shooting from the top; then he nodded once, pressed her arm back against the table, and plunged the needle into the front of her elbow joint.

A sickening flush spread through her body. Her shaking stilled as her temperature rose and a green mist seemed to spread before her optics, which were involuntarily rolling back into her head. Spiral's mouth dropped open as her body sagged weakly and her head rolled to one side. There was a foul, acid taste in her mouth, and Ratchet's voice seemed hollow and distant as he grumbled, "'Bout time you shut her up." There was a roaring like a strong wind inside her mind as the growling voice went on, "It's having to hear them talk that grates on my neurocircuits. And I can't find my damned number twelve, either. . . ."

"Undoubtedly Wheeljack has them." Perceptor's cool, amused tones echoed strangely as she struggled against the vertigo and nausea. Her limbs refused to move; her body might as well have belonged to someone else, for all the control she had over it. Suddenly she was wrenched upright as the table bent in two, forcing her into a semi-seated position. Her midsection was pinched painfully as her head flopped forward against her chest, snapping her mouth shut. The voice went on: "I've been changing the combination at random intervals." There was a trace of grudging respect now. "But somehow that lunatic continues to gain entry. He's more clever than I'd anticipated."

"Dammit!" Another slamming noise indicated Ratchet had reached the limits of his patience. There was the beep of a communicator being activated as his reverberating voice reached a painful volume.

"Wheeljack! Get your lousy carcass in here, psycho! Now!!" Spiral could barely see a thing . . . the world was becoming a swirling mass of vile, sickly colors . . . Perceptor's hand grasped the back of her helmet and pulled her head back. There was a sharp burning in the center of her forehead, and she couldn't hold back a cry of pain as a low-level torch slowly traced a line all the way down the center of her face, leaving a bubbling, stinging trail of molten metal behind it. Then her head was released, and she fought back the stinging tears of optic fluid that welled up against her will.

Perceptor chuckled faintly. "Pitiful." It sounded like a reprimand, as though he were sincerely disappointed that she wasn't made of sterner stuff. "The previous subject didn't begin vocalization until 13.757 astro-minutes." She got the feeling he was shaking his head in mock sorrow as she fought against the burning pain, struggled to regain some tiny shred of control. Then, there was a moment's blessed silence and relief, as she sensed Perceptor moving away. But as he did, something else took the opportunity to move forward.

There was a small scraping noise near the table, and a faint snicker close by her left sensor. MetalliCat was back, waiting eagerly for her chance at the kill.

The Decepticon drew upon all the strength of her will, and forced her vision to focus, ignoring the dizziness and pain. She vaguely perceived the other's toothy grin, saw her pointed ears twitch in anticipation. Spiral moaned, and tried to force her numbed vocal circuits to function. My only chance . . . it's crazy, it's hopeless, it's my only chance. . . . "Huhhmm. . . . Huhhh. . . ." She spat droplets of her own molten exoplating as it dripped across her mouth, raging against the swirling mists that enveloped her mind: Concentrate! CONCENTRATE! "Hhhh . . . hhhelp me, please. . . !"

MetalliCat's green optics went wide in utter astonishment. She backpedaled hastily and crouched down, giving the Decepticon an incredulous look, tail switching back and forth. Then she growled and darted her gaze to the door as it hissed open and a new figure barged in. He was dented and scorched, and several wires dangled at odd points around his body, as if he'd been damaged so often he simply didn't bother to repair himself anymore.

"Whattaya want?" he snapped, his "ear" pieces flashing blue as he spoke.

"You know damn well what I want, Wheeljack!" Ratchet retorted. "Or d'you expect me to believe my tools grew legs and wandered off?"

The other crossed his arms across his wide chest. If he'd had a mouth, it would've been twisted in a sneer. "Sure you didn't lose 'em during one of your binges, 'Doc'?"

Everything started to blur again, and Spiral fought with all her fading strength to stay conscious, knowing her life depended on it. The hazy image of Perceptor turned back towards her, holding a tool topped with a thin rod, which ended in a hooked, barbed point. Ratchet roared, "Shut the hell up and give 'em back!" He placed both hands against the other's chest and shoved hard. "Or else use 'em to build something you can finally blow yourself up with!" Wheeljack had stumbled back against yet another worktable, but he quickly pushed himself up and launched himself at the Autobot medic with a furious roar. They hit the counter with a crash, tools clattering every which way as they brawled. Perceptor's face creased in a slight frown, and he laid down the hook, wiped his hands with a sigh, and headed around the front of the table towards them.

The crashing and cursing of the fight faded from Spiral's mind. Her vocal circuits slurred again as she spoke, "MmmettalliCat, please, I nnnneed your help." The Autobot was pressed against the floor now, her tail lashing like a whip. "Listen to me . . . I . . . I downloaded your file . . . I know what Prime did to you. . . ."

The other female yelped, and covered her ears with her forepaws, squinting her optics closed as she half-sung, half-whined, "Once there was a way, to get back homeward. . . ."

Spiral's vision was clearing, and she began to feel the slightest bit stronger. It seemed the injection had a limited duration, and Perceptor's distraction might have given her the opportunity she needed. She spoke again, her voice stronger, urging, "You refused an order, remember?" There was another loud crash, and violent swearing. "He told you to destroy some human prisoners . . . there was no good reason, he just wanted to make an example. . . ."

MetalliCat shook her head, teeth bared in a grimace, clawed forefeet pressing her ears so hard they were almost turned inside out.

"Once there was a way, to get back home. . . ."

"You wouldn't do it. . . ."

"Sleep, pretty darling, do not cry. . . ."

"He forced you to touch the Matrix. . . ."

"And I will sing a lullaby. . . ."

"He exposed you to the Matrix, remember, don't you remember?" Spiral's voice was tight, almost panicky. "He didn't have the decency to just kill you . . . he tried to destroy your mind, but he didn't, not quite, did he? Please, tell me he didn't, there's still something there. . . ."

The other's miserable gaze met hers. "Golden slumbers fill your eyes. . . ." She shook her head violently, her voice choking in her throat. "Smiles await you when you rise. . . ."

Spiral was silent, and had a sudden realization.

"It's the music, isn't it," she asked softly. "That's your lifeline . . . that's what keeps you from going completely. . . ."

"Sleep, pretty darling, do not cry." MetalliCat's voice was a pained whisper as she rose to all fours. Her optics had lost some of their crazed glare, and her body drooped as if she was incredibly tired. "And I will sing a lullaby."

"Please." She knew she was running out of time; Ratchet and Wheeljack couldn't keep beating each other up forever. "If you can't do this because of me," she pleaded, "Do it because you hate him enough to stop him. . . ."

Without warning, MetalliCat snarled violently and leaped for the helpless Decepticon. Spiral recoiled and cried out as razor fangs tore into her wrist. . . .

"Hey!! Get away from there, you mangy. . . !"

Ratchet broke off his fight with Wheeljack long enough to rush towards the operating table and seize the squalling, spitting feline in his arms.

"Get off!" Perceptor, and even Wheeljack, joined in, dragging her away. She was thrashing and screeching and raising holy hell as Spiral grimaced, hissing in pain as she looked up at her damaged wrist. . . .

. . . from which the manacle had been bitten completely away.

She turned her astonished gaze back towards the Autobots, who were hustling the other female out the door in a big hurry. For the briefest instant, MetalliCat's optics met hers, and a wry expression flickered across her face so quickly Spiral almost thought she might have imagined it. It said, clear as spoken words, Well, what did you expect? Then MetalliCat was booted out the door . . . quite literally, as Ratchet applied the base of his foot to her hindquarters.

"And stay out!"

Spiral quickly reached down, slapped her communicator back into place, and activated the homing signal. Then she put her torn, leaking wrist back into place, trying to hide the damaged manacle as best she could, praying the signal would be heard in time.

"Well." Perceptor's tone of frigid amusement cut through the air. "I must congratulate you two. You've managed to do more damage to this lab than any Decepticon subject's ever achieved."

"Ah, stuff it." The chevron shape on Ratchet's helmet was tilted, and he irritably shoved it back into place as Wheeljack gingerly replaced a dangling panel on his arm. Then he sputtered in protest as Ratchet whirled him around by the shoulders and frog-marched him towards the still-open door.

"Get out! Get out of here! And either bring my damn tools back or shove one of your malfunctioning gizmos up your. . . !"

"Enough." Perceptor's quiet rebuke was more effective than any shout. The door closed in the face of the violently cussing Wheeljack as Ratchet turned back, optics simmering with fury. The scientist continued, "The injection's time has elapsed, thanks to your bungling. I must prepare another before the extraction can begin."

"Fine." Ratchet stormed back to his workbench and began to put it back in order with a distinct lack of delicacy as Perceptor calmly turned and approached the operating table once again. Spiral forced herself to look at his face, thinking, Keep him distracted, can't let him notice, gotta give 'em time. . . !

As if in answer to her prayers, there was a series of sharp knocks from outside. Ratchet swore aloud and stomped back to the entrance, assuming it was Wheeljack.

"You're one hell of a glutton for punishment!" he yelled. Perceptor tried to ignore him, but stopped and looked back, sighing, as the door opened.

"Cretins," he muttered under his breath, clearly thinking another brawl was imminent. However, it wasn't Wheeljack; it was Hot Rod. The young Autobot's face was studiously neutral as he stood framed by the doorway. Ratchet seemed taken aback for an instant, but quickly recovered.

"Whattaya want, punk?"

The captured Decepticon darted her gaze to Perceptor's work table on her right. The scientist was still looking towards the front of the room, not bothering to check on her. She could probably reach the tools if she stretched far enough, but she would only get one chance before he noticed. Was there anything there that could disable him . . . and the other two . . . long enough to make her escape?

Meanwhile, Hot Rod was smiling nonchalantly.

"Just thought I'd watch you two at work," he said blithely. "You know, learn from the masters and all." He glanced around at the dilapidated condition of the lab, then looked towards Spiral. . . .

. . . his gaze fell upon her leaking wrist, he saw it was free from the restraint. . . .

. . . Spiral knew it was over, she was finished. . . .

. . . Hot Rod looked back at Ratchet and continued to speak, as though absolutely nothing was amiss. "Prime's always telling me I need to improve my skills. But if you two wanna tell him that's a bad idea, be my guest."

Ratchet took a step back at this, as though imagining the consequences. Perceptor made no reply, but his tense body language spoke volumes. Finally, Ratchet grumbled, "Fine. But you better stay out of my damn way, or. . . ."

As Hot Rod stepped in and the door closed behind him, Spiral took her last desperate gamble. She lunged across to the work table, feeling like she'd nearly twisted her body in two in the process, and snatched up the sharp hooked implement Perceptor had left on the table's edge. He noticed her movement, and reached towards her with a noise of surprise and anger.

With a sharp grunt, she stabbed down as forcefully as she could with her left hand, and buried the tool to the handle in the back of his hand.

He jerked away with a yell of pain as Ratchet demanded, "What the. . . ?!" and turned towards the action. But he abruptly thrashed in agony as a stun bolt cascaded across his body. His face went slack and his optics dimmed as he pitched over face-first. Hot Rod didn't even wait for him to hit the ground, but made a somersaulting leap towards Perceptor and jammed the weapon in his back before he had a chance to turn. The scientist imitated his comrade by promptly losing consciousness.

The Decepticon was too astonished by all this to react as Hot Rod surveyed his handiwork. Then he looked up at her and grinned; but despite what he'd just done, Spiral didn't find his expression even slightly reassuring.

"In his hand?" he sneered. "What were you thinking, moron? If you'd gone for his head you might've done some good."

She reached across and fumbled with the other manacle, but couldn't get it to budge. The Autobot made a disgusted sound and reached forward. Spiral tried to push him away, but he just slapped her hand aside distractedly.

"Do you want out or not?" He undid her hand and foot restraints, then stepped back and looked her up and down.

Spiral quickly grabbed another nasty-looking implement and brandished it as she jumped down from the table and backed towards the door, holding the tool towards Hot Rod as if warding off a vampire. He only laughed at this.

"Man, you 'Cons are pathetic. Here I went through all the trouble to sabotage 33 so those others could break in," he went on, to Spiral's astonishment, "and the dumbasses still got caught. If you're the best the 'Cons've got, well, they don't have a prayer."

"I'm not the best they've got," she retorted. "And my friends will come for me. They're on their way right now." It was true; her long-range internal sensors indicated at least three Decepticons outside the base, coming in fast. She was still unsteady on her feet thanks to the remnants of Perceptor's drug, but she began to back towards the door, never taking her gaze from her "rescuer". He only continued to regard her smugly. Finally, she smacked the door controls, preparing to bolt for safety.

Unfortunately, her efforts had no effect. The door didn't budge, and Hot Rod laughed again, an ugly sound.

"Door's tuned to Autobot frequencies, in case you couldn't guess," he scoffed. "What now, Decepti-chick?"

Angry and wary at the same time, she glared back at him. "Why are you helping us? What do you want?"

His optics narrowed, and his expression turned greedy, hungry. "More than you can imagine," he almost purred, starting to move towards her.

Spiral quickly raised the tool again. "Back off! I'm warning you. . . !"

He snickered. "Don't flatter yourself, babe." She backed away as he reached the door panel. Hot Rod raised his hand to it, but didn't touch the controls. Instead, he held the stun weapon he'd used on the other Autobots up before her. Spiral tensed to fight, but he only stopped and fixed his gaze on hers, his intense blue optics burning into her like a pair of laser torches.

"What helps you hurts him," he said, not needing to explain whom he meant. "And that helps me . . . for now." Before she could react, he roughly shoved his own weapon into her grip, clenching her fist in his right hand, while his left hovered over the door controls. Ignoring her astonished look, he finished, "But remember, when it's my turn at the wheel . . ." Here he leaned forward till their faces were very close, and dropped his voice to a near-sultry whisper, "I won't be this generous."

In a single motion, he slapped his left hand down on the door controls while shoving his weapon--still in her grasp--into his own chest and squeezing her hand sharply, forcing her to pull the trigger. The stun beam ripped through his body, and Spiral had to backstep to avoid being crushed beneath him as he fell. Looking down at him in shock, she finally realized his intent in time to leap out the open door before it slammed shut again.

She ran, holding the stun weapon before her, forcing her aching joints into a clumsy sprint down the deserted corridor. Quickly checking her internal map, she pinpointed her location and headed for the nearest exit. The alarms were sounding again, their deafening sounds splitting her already-aching head. She didn't bother with the cloak, but simply ran like a panicked animal . . . dodging shots, ducking blows, getting luckier than she deserved as she reached the hangar bay and charged for the exit. She could see Thrust, Dirge and Ramjet outside, swooping and dodging in their jet modes as they strafed the base's exterior with laser fire. She'd never been so glad to see anyone in her entire life. Spiral yelled into her communicator, "I'm here! I'm coming!"

A welcome voice sounded in her sensors. "All right!" Thrust sounded triumphant as she transformed into her hovercraft mode and jetted out the hangar door into freedom. Even the treeless, blasted landscape and vile yellow sky looked beautiful as she streaked upwards, higher and higher. She fell into formation with the retreating jets as the Autobots' fire grew distant.

"How you doin', kid?" Thrust asked. "You OK?"

"I will be," she replied, her voice quivering with exhaustion. "Let's get out of here."

"You heard the lady, boys," Ramjet agreed. The jets dipped their wings one by one as they turned, and Spiral pushed her engines to the limit to keep up as they headed for the ocean, headed for home.

The debriefing had been mercifully short. And her time spent in the repair bay--a genuine repair bay, not the Autobots' sick parody of one--had been reasonably brief as well. Spiral's physical damage had been relatively easy to fix. As for the rest, only time would tell. Now she stood alone in her darkening chambers. Radiant blue patterns danced along the floor as the last light of the sun shone faintly through the ocean outside her window. She leaned against the reinforced glass, gazing out silently at the murky waters.

The chime of her door sounded, followed by a series of knocks: Dum-da-da-dum-dum, dum-dum! She only knew one 'Con who knocked like that, and smiled faintly. "Come in," she began, her voice barely a whisper, then tried again, stronger this time. "Come in, Starscream."

The door slid open, and he stood framed by the doorframe, grinning that old familiar grin.

"Egad, you must be psychic!" he exclaimed in mock amazement. She couldn't help but giggle. "Is this a private party, or can I come in?"

"Of course you can," she chided, as he did just that. "You're always welcome."

Starscream shook his head and joked. "You say that now. But one day you'll have a hot date in here, and then you sure won't want me around." He failed to notice how her expression had changed at this. Walking over to her side, he stood with his arms clasped behind his back, rocking back and forth on his heels. "So," he began, making small talk, "See any fish?"

She shook her head. "I've never seen a fish. Not through here. I don't think there's anything alive out there any more." Starscream turned to look at her, as her voice had gone very soft. "It was beautiful once, wasn't it?"

"Yeah," he replied a bit sorrowfully. "It was." They said nothing more for a while. Then Spiral's expression faltered and broke, and she raised her hands to her face as her shoulders began to quiver.

"Hey . . . hey," Starscream reassured, gathering her into his arms as she began to sob. "It's OK, shhh, it's OK." She buried her face in his chestplate, letting him support her shaking body, losing herself in his strength. "It's all right. I'm here."

"Oh, Starscream," she said brokenly. "I can't do this any more . . . I'm useless, I'm weak, I can't handle this. . . ."

"No, no, you're not weak! Don't say that! Listen," he said firmly, taking her by the shoulders, trying to look her in the face as she turned away, "Look at me. Come on." She complied, ashamed of the emotions written all over her face.

"You had a rough time. Those damn 'Bots put you through one hell of a lot. More than a lot of beings could handle." His voice grew intent. "It's all right to be upset, Spiral! Nobody expects you to be some kind of emotionless. . . ."

". . . machine?" She finished, attempting a dry smile. He smiled back, and pulled her close once again, hugging her head to his chest, rocking her back and forth. "I'm sorry," she mumbled.

His reply was quiet. "Nothing to be sorry about. Listen, you ever want to talk, have a good cry, blow somebody's head off. . . ." She giggled weakly at that. "Just give me a holler. Don't even think twice. OK?"

"Th . . . thank you. That means a lot to me."

"Don't worry about it." She raised her face to look at him, and he flickered one optic in a wink. "What are friends for?"

Spiral's expression grew distant again. "Friends," she said, her tone rather odd. "Right." Then she lowered her head again, and hugged him even tighter. "You're my good friend, Starscream," she said softly.

"And don't you forget it," he teased.

I won't." She stepped out of his embrace, and gave him a brave smile. "I'm all right now, really. I don't want to. . . ." She hesitated. "Keep you here all night."

He shrugged. "I don't mind."

"No, really, I . . . I'd like to be alone for a while. But thank you," she added hastily. "Thank you for coming. I'll be all right now."

"Sure?" He asked, and she nodded. "All right, but remember. . . ."

"I'll call you." He crossed his arms with a look of exaggerated skepticism. She insisted, "I will! Promise!"

"You'd better." He gave her a sulky glower, an expression so alien coming from him that she laughed aloud. "Good night, Spiral," he said, returning to his familiar grin.

"Good night, Starscream." He moved to the door, gave her a parting wave as it opened, then stepped out into the darkened corridor and was gone.

Spiral stood looking after him for a long time. Then she took up her position by the window once more, staring into the vacant, featureless waters, not bothering to turn on the lights as the dregs of the distant sunlight began to die away. She stood motionless, watching, almost as if she were waiting.

Maybe she would see something, one day.

But she doubted it.